A Shimmer of Midnight
by Fop626
Summary: Princess Luna's student is jealous of Twilight Sparkle getting all the glory. So, she's determined to prove to everyone that she is the better student by using dark magic to ressurect NightMare Moon, and only the seventh Element of Harmony can stop her.
1. Chapter 1: The Snap

**Disclaimer: I do not own any of the characters from MLP:FIM except my original character. Everyone else belongs to Lauren Faust. **

**~XOXOXO~**

**Chapter 1: The Snap**

Princess Celestia and Princess Luna both looked up at the stained glass window depicting Princess Cadance and Shining Armor. They both felt very concerned at the danger that was about to happen, and after a short dispute about who should handle the danger, it was decided that it would be Twilight Sparkle who would go to the Crystal Empire.

"Are you sure you don't want me to go as well?" Luna said.

"Yes. Princess Cadance and Shining Armor are already there. The others will be joining them soon."

Luna felt in her heart that Twilight Sparkle was not suitable for the job. She knew someone who was better, someone whom she had taken under her wing to study Dark Magic. She had already talked to Celestia about sending this student instead of Twilight. Luna even suggested that both she and Celestia would go to the Crystal Empire themselves to stop King Sombra like they once did before, but Celestia wanted to send her student.

Luna thought it was a bit unfair to send Celestia's student who was still advancing in her studies and didn't know a thing about Dark Magic, but she was careful not to feel selfish about it.

Luna spoke again. "The Empire's magic is powerful. It _cannot _fall again, my sister."

Celestia noticed Luna's doubtful tone and attacked back with a voice that had just as much tension, but it mingled with hope and faith for Twilight Sparkle. "She will succeed at her task, and when she does, we'll know that she is _that _much closer to being ready."

"Ahem…"

Both princesses turned to the far end of the hallway. The big double doors were wide open and Twilight Sparkle stood there looking nervous.

"Trust me, little sister," Celestia said as Luna began walking away to give them private time to talk.

"You wanted to see me? To give me a test?" Twilight's voice echoed and bounced around the hall.

Luna passed by her and gave her no more than a sideways glance.

"I brought my own quills and plenty of paper to show my work."

Luna continued walking down the hall toward the doors. She didn't have to turn her head in order to hear or see Twilight dropping her things and apologizing to Princess Celestia.

"This is a different kind of test." Luna heard her sister say before completely leaving the great hall. "The Crystal Empire has returned."

Luna stopped by the edge of the doors, not within earshot or sight of the two ponies. She was met by another pony – a female unicorn to be exact – about Twilight's age who was hidden in the shadows. Luna noticed her and spread her wings as cover. She surveyed her surroundings before facing the pony in front of her.

"Midnight? What are you doing outside of your room? You should be studying." Luna said.

Midnight spoke. "I heard that the Crystal Empire is back, and that King Sombra is using Dark Magic to take over."

"How do you know that?"

"I can feel it," she said and used her horn's magic to bring out a black spell book. Blue aura surrounded the book, giving it a slight bluish tint. "I've been studying Dark Magic just like you said, and I think I've found a way to defeat King Sombra using his own spells. I can do this, Princess!" She opened the book and many pages were turned.

Luna used her magic to close the book and put it gently on the floor. "My sister has already summoned Twilight Sparkle here."

The blue unicorn frowned. "Twilight Sparkle? Princess Celestia's student? Why is she here?"

"My sister said that she wants Twilight Sparkle to go to the Crystal Empire and defeat King Sombra."

"But, I don't understand. I thought this was the reason why I've been studying Dark Magic. I thought the test was meant for me."

"Believe me, Midnight, I've tried to reason with my sister into sending you instead of Twilight Sparkle. I have my doubts about her and felt as if you were more suitable for the job."

"Why didn't she agree? Does Princess Celestia not like me just because I'm not _her _student?"

"I'm sure my sister has her reasons," Luna said and noticed Midnight's reaction. The unicorn slouched, sitting on her hind legs with her black tail wrapped around her. She looked at the floor, but Luna could tell that she wasn't disappointed, but angry.

She tried cheering her up. "There may be a much bigger and more difficult task waiting just for you."

Midnight looked up at Luna, a bit of hope gleaming in her hot pink eyes.

"But you have to study harder to get to it."

"But Twilight has been getting all these tests. I've never even gotten one. Do you really have something in store for me, Princess?"

"Of course, you are my student," Luna said while smiling.

Midnight stood up and smiled, feeling better. "Thank you, Princess." She paused when she heard voices coming from the hall.

Luna gently pushed Midnight away from the doors, following her. "Now go tend to your studies. I expect the best from you, and make sure to give me back the book when I need it."

Midnight used her magic to teleport the book back to her room. "I will."

"Now go, before they see you."

Midnight galloped away from Luna, and Luna went back to standing by the door just before Celestia and Twilight stepped out of the hall.

"I have every confidence you will succeed." She heard her sister say. "And when you do, I'll know you are ready to move on to the next level of your studies."

Twilight looked up at Princess Luna. Luna only glared back.

**~XOXOXO~**

As the doors of the hall closed after Celestia sent Twilight on her way, she noticed the look on Luna's face when they were alone in the hall. "You look tense, little sister. Everything will be fine. I know Twilight can do this."

"I just had a talk with Midnight Shimmer," Luna said.

Celestia looked at Luna with wide eyes. "Your student? What was she doing outside of her room?"

"She wanted to go in Twilight Sparkle's place instead. She said she may have found a way to defeat King Sombra."

Celestia looked back up at the stained glass window of Cadance and Shining Armor and squinted at it. "She may have found a way to defeat King Sombra, but she can't restore the Empire alone. That's why I'm sending Twilight and her friends to go. Besides, I'd like to see what Twilight can do."

"Midnight Shimmer seemed so upset," Luna said. "So, I sent her to her room and told her that I may have a bigger task for her if she continues to study."

"Good," Celesta looked back at her sister. "We've already talked about this. You and I both know very well that Midnight Shimmer _cannot _leave this castle by any means."

**~XOXOXO~**

On the night when Twilight Sparkle was crowned a Princess, Luna stepped out onto the balcony where Celestia was watching over ponies using her telescope. "Rest, my sister, for I will watch the night."

Celestia yawned and stepped away for Luna to take over. "Goodnight, little sister." She yawned again. "You have it so easy. It's always tiring to do work and watch the ponies during the day while you get to watch everypony while they're asleep."

Luna smiled. She wasn't envious of Celestia anymore, but she still made a good point. "It is what I do. Now, rest."

As Celestia made her way inside she passed by Midnight. She was too tired to ask her what she was doing outside of her room, but it was more appropriate for her to be out at night than during the day so that she could learn more about the night from Luna. "Goodnight, Midnight Shimmer."

"Goodnight, Princess Celestia. Sleep well."

When she got onto the balcony and stood beside Princess Luna she looked down and surveyed the roofs of Canterlot. "Are you going out on one of your night raids again? Going into pony's dreams?"

"I always do, but not tonight," she said as her horn glowed, and one by one, stars began to pepper the night sky.

"Why not?"

The night princess looked down at Midnight. "Because you are here with me." She smiled then went back to the stars.

Midnight didn't say anything for a while as she was thinking about what to say to her mentor. She'd been practicing all day on how she should say it. She inhaled and decided to force herself into asking her question.

"Why can't I leave the castle?"

Luna's horn stopped glowing although she wasn't done decorating the night with stars. She looked at Midnight again with a grave face. "My sister says you cannot."

"Your sister this, your sister that, I'm not her student, I'm _yours_," she complained in a voice that was slightly higher than her own, and Luna could tell that she was getting angry again. "It's not fair! I'm a student who studies under a princess too! I'm always locked away in my room. I probably study more than Twilight."

"Twilight works just as hard as you do."

"I don't see that. She wastes her time playing with her friends and picking apples while I stay in my room and study. You out of all ponies should know what it feels like to be trapped."

Luna fully turned to Midnight. "I know how you feel. I do want what is best for you. I want you to go out and learn more out there, which is why you must stay here and continue to study."

"Why won't you or Celestia tell me why I can't go outside?" Before Luna could speak Midnight stomped her hooves on the pavement. "It's not fair!" she quickly galloped off into her room with Luna calling after her.

Midnight reached her room and used her magic to shut the door and lock it. Her room was big with a window of its own. She had a bookshelf filled with spell books about Dark Magic and her floor was covered with stacks of paper that reached the ceiling. In her spare time, she wrote novels and poetry and separated her edited copies from her unedited ones. She walked up to a full sized mirror while passing her pet bat who was hanging upside down from the ceiling. She gazed at herself and saw a lonely pony with a periwinkle coat. She had a mane and tail as black as midnight with streaks of cyan running through them; the streaks resembled comets shooting through a night sky. Her eyes were hot pink like the hot rage that ran through her veins for Twilight Sparkle, and her cutie mark was a black heart with shimmering transparent mist surrounding the bottom half of the heart.

She was disgusted at herself, but more so at her rival Twilight Sparkle. Her pet bat, which was all black with red eyes and vertical black slits in them, flew to her and perched on her back.

Midnight saw him from the mirror and swished her tail. "Oh, Ebon, you're my only friend. It's only me and Twilight Sparkle. Princess Cadance is too busy with a husband to have her own student. Heh, she might even be a mom one day." Her face softened and she looked down before looking back up at herself.

"Well, no more, Twilight Sparkle."

She walked away from the mirror to her desk as Ebon flew back to where he was before. "I can tolerate her stopping Nightmare Moon; otherwise I wouldn't have such a great teacher. I can tolerate her stopping Discord, I can tolerate her defeating Queen Chrysalis, and I can tolerate her restoring the Crystal Empire, but I _cannot _tolerate her becoming an alicorn with all of her friends!" She stomped and bucked her bookcase and some of her spell books fell to the floor. "Even Luna was at the coronation and I…I couldn't even leave my room…well nay, I say! I'm putting my hoof down!" She galloped back to the mirror and snickered at her reflection. "I will prove to everypony in Equestria that it is I, Midnight Shimmer, who is the better student!"

**~XOXOXO~**

After Luna put all the stars in the sky and before she went out into other pony's dreams, she went to Celestia's room. "Sister, wake up."

Celestia yawned and looked up at Luna. "What is it, little sister? Is there trouble?"

"Midnight Shimmer wanted to talk with me again. She asked why she can't leave the castle."

Celestia got up, fully awake. "Did you tell her why?"

"No."

"Good." Celestia walked to the balcony and Luna followed. They both looked up at the night sky, Luna's artwork. "We are the rulers of Equestria. In order to keep Equestria as well as Midnight Shimmer's own life safe, she must stay in the castle at _all_ times."

"I understand, sister," said Luna. "She just seems so lonely." Luna turned her face away. Not only did she remember what it was like on the moon, but it also pained her to see her student like this. It reminded her of herself too much.

Celestia wrapped her wings around Luna and sympathized. "I know, Luna…I know."

**~XOXOXO~**

**Fop626: This is my first MLP fanfic. I would appreciate helpful feedback instead of flames, please. I haven't written a fanfic in years! O_O **


	2. Chapter 2: The Lesson

**Sorry this took so long. Graduation was coming up and classes were heavy. Also, as the chapter title says, this is an unedited version of the chapter. I will update it when – or if ever – it's edited. **

**~XOXOXO~**

**Chapter 2: The Lesson**

_Light in Equestria shimmers!_

_Light in Equestria shines!_

Midnight Shimmer watched from her bedroom window at Twilight Sparkle singing in a chariot and waving at cheering ponies. She stood beside the long periwinkle curtains that matched her coat. A breeze blew in and the curtains grazed over her body, making her into a silhouette. She was commanded by Princess Luna to stay in her room until Twilight's Coronation was over.

"Why?" She remembered asking Luna.

"Because my sister says so," Luna replied.

Once Celestia gave the final word neither Luna nor Midnight could do anything about it. She didn't like the fact that she had to listen to Celestia when Celestia wouldn't listen to her. She glanced over at Celestia and Luna on the balcony. She was surprised that Luna looked pleased at Twilight becoming an alicorn and didn't understand that. She focused back on Twilight and her singing.

"How dare she…" Midnight said while resisting the urge to tear the curtains off the window. "How dare she use _my_ name in _her_ song!"

She ran from the window and out of her room, ignoring the squeal Ebon made when he was startled awake. She galloped all the way down winding stairs until she reached the great hall where Celestia's throne was. The location of her room was hidden by magic and only the two princesses had access to it. The hall was empty except for a few guards who told her to stop. She didn't listen and kept running until she broke the number one rule and bolted out of the castle.

She was finally free from the castle walls. She would have craned her head toward the sky and let her skin soak in the sunlight, but her thoughts were focused on Twilight. She thought of Twilight's singing and how it made the air poisonous to her. The sunlight on her back might as well have been rays that made her coat bleach and her skin peel. She pushed past ponies, ignored their horrendous remarks about her, and managed to step before Twilight and her friends after Twilight landed back on the ground from her quick flight around Canterlot. All six ponies, as well as the crowd, stared at Midnight without saying a word.

"This isn't fair," Midnight said. "You took my place."

Twilight blinked. Celestia and Luna flew down to take their places beside Twilight as if they were protecting the new princess. This action surprised Midnight and it made her want to back away, but she stayed her ground.

"What are you doing outside?" asked Luna.

"I want everypony to know the truth," she said.

Celestia stepped forward. "Midnight Shimmer, because you have violated the policy of the kingdom by exposing yourself, I thereby banish you from Equestria."

"What?"

Celestia and Luna's eyes glowed white and their horns touched. A ball of light grew on the tips of their horns, and the ground began to shake. Twilight's eyes also glowed while her horn, glowing with purple magic, touched the two princesses'. The ball of light grew bigger and glowed brighter until a ray of three different colors flew in Midnight's direction. She tried to deflect it, but despite her years of study, she knew her magic wouldn't be strong or fast enough against three princesses.

The ground beneath her cracked and opened into a dark chasm. She slipped and fell in while screaming and gazing up at the crack she fell from. The chasm closed and she was surrounded by darkness. She continued to fall and thought about grabbing something. She reached all around her, but there was nothing but the void. She thought of manifesting something to break her fall, but she wasn't sure where the ground was or if there even was one. She thought she would fall forever until her back hit something hard. The crashing sound echoed and faded and she figured she hit the bottom. She rolled over and looked around. There was nothing but darkness and her horn made a small blue light.

"Hello?" She called.

There was no answer except for the echoes of her own call. She walked ahead and slowly went into a gallop when she heard voices up ahead. She kept running until she saw six ponies gathered in a circle and talking amongst themselves. She stopped and observed them. They were Twilight Sparkle and her friends. She took a single step and they all turned to face her. They broke their circle and Midnight took a fighting stance when they were approaching her. To her surprise, they all walked past her and talked amongst each other as if Midnight was not there.

"Stop ignoring me," she said while trying to grab Twilight's wing, but her hoof went straight through as if she were an apparition. The ponies continued to walk, talk, and laugh to one another. They soon vanished in the darkness as they moved away from the light of Midnight's horn.

"Wait!" She called. She ran after them, but their trotting and sounds of laugher were gone. She ran faster in hopes of finding them, but her legs began to slow down. The darkness began to grow around her, but she realized that the glow on her horn was just weakening. She stopped when the light was gone, sat on the ground, and began to sob. She sobbed for a while, accepting the fact that she was alone then realized what was happening. She looked around even though she couldn't see anything. She took a deep breath and stood. "Okay, Princess. I get it."

The darkness around her melted away as if black tar covered the walls of her room and was sliding off to the floor. She looked around to see a dense forest with the moon shining bright in the night sky. It formed a black pool in front of her, and Princess Luna emerged from it. "Well done, Midnight Shimmer," she said. "You faced your fear of the dark."

"No, I didn't," she replied while seeing the dark pool underneath Luna get smaller and smaller until it vanished. "I just realized that it was a dream."

"I congratulate you for that as well. You can decipher what is reality and what is not. Now, you can better control your manifestations by getting rid of the fear that dark magic can conjure."

"I'm not sure I buy that. We've gone through this so many times. I've got used to you giving me dreams like that."

"Yes."

"And whenever you give me an illusion that everypony should be afraid of I'm not afraid of it because I know it's not the real thing."

"Yes, go on."

"But how is that helping me? How am I supposed to face the real thing?"

"Practice."

"But can't I practice with the real thing?"

"Is that what you _really _want?"

Midnight took a moment to think about it. All this practice was good, but she was starting to get bored of it. If somepony was afraid of spiders then they don't practice getting rid of their fear by always being exposed to plastic spiders. It was a start, but eventually they would have to move on to the real thing. The thing was that Midnight didn't know if she wanted to face the real thing yet or if ever.

"Except," Luna continued. "I don't think I can conjure up your real fear. The darkness was the closest I could make to it."

"Why?"

"Your real fear is…difficult."

"You know what it is?"

"Of course I do. Sometimes you dream of it, and since it is my duty to go into your dreams I can see your worst fear."

The air rippled and made the sound of a gong. Midnight looked at the ripple like she's never seen it before, but knew very well what it meant. "Do you really have to go now?"

"Yes, you are waking up." She spread her wings and flew away while speaking to Midnight, her voice echoing through the forest surrounding them. "When you experience that fear again just think of me."

Midnight tried chasing after Luna, but the forest around her began to sway from a sudden wind. The trees bent to the ground and blocked Midnight's path. The wind picked up and leaves blew off the trees, making them giant bare trunks on the ground. Dark clouds flew over the moon and the fading light reminded her of the darkness she just escaped from. "Princess, don't leave me alone!"

**~XOXOXO~**

Midnight's head shot up and her eyes were wide open. She looked around her room and saw Ebon asleep and perched upside down on the ceiling. She looked down and saw that she fell asleep while studying. She was reading about summoning. She went to her window when the curtains made a sudden sharp ruffle. She saw a sliver of shimmering purple mist fly by her window and over the houses of Canterlot. Midnight smiled and wondered if she'll ever be able to jump into other ponies' dreams like Luna. Of course Luna didn't visit her dreams every night. Sometimes she would have no dreams and Luna would make one up as a practice session for her fears. Other times she would be too busy with other ponies that Midnight would have a peaceful rest. She walked away from the window and went to her shelf to get another book. She leafed through it and discarded it. She looked through another one, navy blue magic surrounding its outline, but she discarded that one too. She wasn't really looking for anything in particular; she just wanted to find something boring so that she could go back to sleep. "Maybe I should go back to the book on my desk."

She returned to her desk and read paragraph after paragraph of a book she read about six times now. She read out loud, "One spell in particular must only be used during the hours of twilight…"

She stopped, closed the book, and used her magic to throw it across the room. Surprisingly, this didn't wake Ebon. She threw books across her room so many times to the point where the little bat was used to it. She paced her room and looked around the walls, mind racing and thinking about her dream. She should have ran out of her room and confronted Twilight instead of staying indoors on the day of the coronation. She stopped pacing at the thought of being surrounded by a crowd and possibly all of Equestria. Even in her dreams ponies she didn't know gave her dirty looks and said horrible things.

Her face softened. "Maybe Princess Celestia is just protecting me, protecting me from the outside because everyone sees me as a reject." She remembered her dream and how Twilight and her friends walked passed her as if she were made of air. "Twilight can be happy and advance as an alicorn just because she has _friends? _Is the princess depriving me of the same advancement by giving me _no _friends? She probably thinks of me as a reject too. But how does that explain everypony looking down on me?"

She looked up to see a cloak hanging on her wall. She used her magic to take it down and wrap it around herself. She pulled the hood up and looked in the mirror. It fit nicely, yet it was old with some small holes and tears. There were a few stains on it and it even smelled of mold. All this didn't bother her, getting a new cloak was the least of her problems. She went to one of her drawers where she kept all her poetry and rummaged to the bottom of the pile to pull out a map of Equestria. She found out where Twilight was transferred to a long time ago and calculated the distance between Canterlot and Ponyville. "I'll have to tell Luna that I'll be working on a weeklong project and that I must not be disturbed, not even in my dreams. I'll tell her to tell Celestia too."

She stood in the middle of her room. The hood of the cloak fell as she looked at the ceiling. "Wake up, Ebon. Once dawn is here, we're taking the first train to Ponyville."


	3. Chapter 3: The Princess and the Dragon

**Sorry this took so long guys, but I wanted to go see Equestria Girls first before continuing the fanfic so that the plots don't clash. If you have not seen the movie, don't worry, I'll try not to spoil too much. If you have not seen it and don't want to know **_**anything **_**then skip the part that is in italics. Also, this chapter is longer than the other ones. It might be a lot to take in so please read carefully. Also, this chapter is unedited like the last one. My editor has been busy and probably won't edit the fic anymore. So, I apologize if you see any errors from here on out. **

**~XOXOXO~**

**Chapter 3: The Princess and the Dragon**

Midnight gazed out the window of the train and complained about how she missed the first train and had to catch another one, meaning that by the time she got to town the sun would be high and the weather would be unpleasant. "And I decided to wear a thick cloak today, too," she said to her own reflection in the window.

Ebon was sleeping inside her cloak. He was used to the heat due to all the hot nights sleeping in his owner's cramped room. She tried not to stir too much to wake him. He was also used to her recent quarrels in the middle of the night, so her talking to herself didn't disturb him at all. She ignored all the other ponies and mythical creatures on the train and remembered when she told Luna that she needed a week of peace.

"I will grant you this request," Luna said.

"Thank you, Princess." Midnight turned and her horn glowed with navy blue magic. A pile of books floated off the shelves and went toward her desk. She wasn't going to do anything; she just wanted to make it look good until Luna left the room. As she was about to say something she felt a slight shift and quickly turned to find one of Luna's hooves hovering over the floor, ready to stomp and turn the room into a dream scene. She knew Luna was about to conjure up and illusion and a blast of magic went from her horn to the floor in front of Luna.

"Well, done," said the princess.

"Ha! I knew you were going to put me to sleep and have me go through another training session. But why now?"

"I had thought that we would undergo one last session before I leave you for a week."

Midnight felt glad that Luna cared so much about her studies. "That's very kind of you, Princess, but it almost felt like a prank."

"A what?"

"You know, the things you do to scare ponies on Nightmare Night."

"Oh, yes."

"Have you thought about pranking Celestia?"

"My sister?" she thought for a moment. "No, I should say I have not."

"Well, I've heard her tell stories of when she pranks ponies. Someone should get her back." She smiled playfully and winked at Luna.

Luna didn't say anything. Instead, she walked out of Midnight's room and didn't come back. Midnight thought that her departure was bittersweet, but at least she could finally get to her real studies.

She broke out of her memory when Ebon shifted and handed her a letter that he was sleeping on. He went back in the cloak when she took it. "I forgot this was in here," she said. She checked the date and the letter was sent to her last week. She decided to open it and was surprised at what she read.

_Dear Midnight Shimmer, _

_We haven't spoken since we were fillies, since the day I dropped out of Princess Celestia's school and became and ex-student. You're probably wondering why you're getting a letter from me out of everyone else in the family and at such a random time. Well, forget about that for now! I just wrote this to confess. I used to tease you when we were little because I learned spells faster and told you how you would never become a star-student like me. Remember? I'm sorry I did that. I was just so proud that I learned so many things from Celestia so quickly. After what I just went through (I'll tell you about that later) I finally understand now. You're probably upset that Celestia enrolled Twilight Sparkle when you were still there and probably felt hatred for her. If you haven't met Twilight Sparkle yet and you're still mad, then I would advise that you stop and think about this. Twilight is not a bad pony and I think you should get along with her. I know that's unexpected and random from me, but deal with it! Like I said, I went through a lot. By the way, I plan on coming home. So, look out for me sometime soon. I want to start over between us._

_Your cousin, _

_Sunset Shimmer_

Midnight felt like tearing up the letter and letting its shredded pieces flow in the wind and disappear. Even a family member she barely grew up with was telling her that Twilight Sparkle was not a bad pony. But, her mind was set and nothing was going to stop her from what she was planning to do. She already made it this far. Yet, she thought about her cousin and how she must have been gone for years. Coming back would not be easy and she would need somepony to make her feel at home when she returned. "No one else from the Shimmer family ever wrote back," Midnight murmured to herself as she used magic to transport the letter to someplace in her room at the castle.

The train finally came to a stop, but she didn't leave until most of the ponies were gone. She pulled down her hood, but kept the cloak on. If she kept it up all day not only would it be hotter, but ponies would think of her as suspicious.

As she got off the train the heat got to her. She hadn't been outside for a very long time, and the heat was worse than her room in Canterlot. She looked around and all the other ponies looked fine. "I need a drink."

As soon as she said that, she realized that she was in Ponyville and didn't know her way around. She left the train station and walked until she saw a tall building that caught her attention. She thought it was strange to have a building with a cupcake and three candles at its peak. When she went inside she saw masses of ponies clumped in the building. She didn't know what was going on, but two older ponies – a blue one and a yellow one – were behind a counter, preparing desserts.

She waited in line and told Ebon to stay down and not cause a distraction. Being inside the building was a bit cooler and she let some air flow around her mane and neck. When it was her turn the blue pony asked her in a sweet voice, "Welcome to Sugarcube Corner. How may I help you, dear?"

"I just want some water, please," she said as she wiped some sweat off her face.

"Oh, dear, with all the ponies in here the heat has gone up. Are you sure you won't take your cloak off?"

"I come from a far and travelers usually wear this."

"Ponies from all over Equestria came yesterday and today to see the new Princess Twilight Sparkle return from the Crystal Empire. You're the first I've seen to wear that."

She blinked. "Twilight Sparkle? Where is the Princess? I came to see her, too."

"Oh, she should be at the library, but there's a huge line and…"

At the mention of Twilight Sparkle's location, Midnight ran from her place in line. She galloped out of Sugarcube Corner as the blue pony called out, "Wait, what about your water?"

Midnight kept running until she bumped into a pony taller than her. He looked down at her and scowled. "Hey, no cuts."

She looked around and saw a long line extending from one end of town to a giant tree in the middle of town. She assumed it was the library where Twilight Sparkle was. She dashed alongside the line, ignoring all the ponies who complained about her cutting. She didn't want to hear their complaints and ran faster. She ran until Ebon couldn't hold on anymore. The bat flew off the cloak and fell onto the ground. It tried to fly up, but it was nearly trampled by ponies. Ponies were everywhere today, making Ponyville look like a tourist attraction. Somepony stepped on Ebon's wing without notice and he squealed in pain. He tried to walk to someplace safe until he bumped into the hooves of a yellow pony with long pink hair.

"Oh, hello there," a voice said. "Are you lost?"

Midnight finally got to the front of the line where two castle guards were at the doorway. She recognized both guards and approached them. "I request a meeting with the Princess."

The two guards looked at her until one of them said, "Where have I seen you before?"

"That's Midnight Shimmer, Princess Luna's apprentice," the other guard said. "I've seen her walk around during the night shifts sometimes. She's not supposed to leave Canterlot Castle."

"I'm here because I have a message for Princess Twilight Sparkle."

The guards were silent. They helped two ponies out of the library and let a family of four walk in before speaking to her again. "What does Princess Luna have to say to Princess Twilight?"

"That is something that should only be shared between princesses. I am merely the messenger."

As the family of four ponies left the library, the guards nodded at each other. One of them went in to see a stressful Twilight Sparkle behind an empty desk. Her wings were outstretched and there were bags under her eyes. Spike was standing on the desk beside Twilight with an open scroll in his claws. "How much more, Spike?" she said.

Spike looked out the window. "Looks like you have a whole line out there. It goes all the way to the other side of Ponyville."

Twilight groaned and banged her head on her desk. "I've been doing this all day yesterday that I wasn't able to see any of my friends. I promised to meet up with them today, but how can I with all those ponies out there?"

"Being a princess seems hard."

"Oh, Spike, what am I going to do? At this rate I won't be able to see any of my friends today or tomorrow."

"Princess Twilight Sparkle!" said the guard. "You have a message from Princess Luna…"

"Princess Luna?" she interrupted. "That's unexpected. What does Princess Luna have to say-"

"…Luna's student."

Twilight was shocked for a moment and Spike turned from the window. "I'm sorry? Can you repeat that? I'm so tired that I thought you just said Princess Luna had a student."

"I did."

As soon as Midnight walked in the guard left. The sight of Midnight made Twilight wide awake.

"Hello, Princess Twilight Sparkle." She bowed to make her entrance look good, but cringed on the inside for calling Twilight a princess. She still couldn't accept that. "I am Midnight Shimmer," she said while arising. "I came all the way from Canterlot to give you my apologies."

"Midnight Shimmer, huh?" Spike said as he went up to her. "That name sounds familiar, and that cloak you're wearing looks suspicious too."

"Apologies for what?" Twilight asked while approaching Midnight.

"For what Sunset Shimmer has done. I feel like I should apologize for that."

"You know Sunset Shimmer?"

"She's my cousin. She can be difficult to get along with at first. She wrote me a letter expressing her feelings to me and felt sorry for what she did. Well, whatever it is, I'm sorry my cousin was so rude to you." Midnight wasn't actually sorry; she just wanted to get Twilight to like her right away.

Twilight and Spike looked at each other since they both knew what they went through with Sunset Shimmer. "It's all right," Twilight said. "Your cousin is in good hands."

"Hands?"

"Uh, nevermind." Twilight wanted to quickly change the subject. "You said you were Princess Luna's student. I didn't know Princess Luna was capable of being a teacher."

"She's…getting the hang of it. I haven't been her student for very long."

"This is interesting," Twilight said as she paced around Midnight. "I have so many questions. What do you learn from Luna? What does she teach? Did Celestia make her a teacher? What spells do you know?"

"Well," she said, quite flattered. "I know lots of spells. My favorite spell is the art of illusion and manifestation. When Luna puts me to sleep she gives me nightmares using my worst fears. In order for me to conquer those fears I create illusions with dark magic to fight back."

"Dark magic, you say?"

"Yes, I study dark magic so that whenever it affects me I can control it and use it for good intentions."

"How is that possible if dark magic comes from the intensions of evil?"

"I've learned that it's not the magic itself that is evil; it is the one who wields it that makes it evil. There is a way to make dark magic be good magic if it's controlled properly, and that is what my years of study have been about." She was excited to be talking with some other pony about her studies, but she tried to not let the excitement get to her.

"That's very interesting. I've never heard of that."

Midnight smiled and was pleased with herself.

"I think I may have gone through something similar before."

Midnight's flatter was decreasing. "I'm sorry?"

"Back when Princess Celestia told me to save the Crystal Empire from King Sombra, I was affected by dark magic. I saw an illusion. Princess Celestia said that I failed her test, and I was distraught, but I managed to break free right away. Spike went through the same thing."

Midnight started to grow jealous at how Twilight learned how to deal with dark magic so quickly, but then she stopped herself, thinking that what Twilight experienced was different. "That's impressive. No wonder you're a princess."

"Well…" Twilight blushed from embarrassment.

"But my studies involve creating those illusions myself. I can make illusions and manifestations. So, if that situation were to happen to me then I would decipher right away that it's fake and break free. After that, I can harness its power and use it against the pony who created it, like King Sombra."

"Then why did Princess Celestia send me to the Crystal Empire instead of you?"

"I don't know, and she won't tell me. For as long as I can remember I wasn't allowed to leave my room in Canterlot castle. I was only allowed to stay in and study."

"So, you've never been outside?"

"Not outside the castle anyway."

"Never had any friends?"

Midnight looked down. A bit of her wavy mane fell over her face. "I can't. Everypony hates me. That's probably why Celestia said I can never go outside."

"Why do you say that?"

"I think it has something to do with my cutie mark. Usually, getting a cutie mark is a joy to a pony, but for me it was like a curse. Once I got it, ponies who were my friends started to be mean to me. It was around that time when my cousin started to act bitter towards me. I'm not sure if she was always like that or if I was the cause of her bad attitude. That's why I came all the way here to apologize. So far, it has only been the Princesses who have been nice to me. I guess it's that alicorn magic."

"May I see your cutie mark?"

"Well, since you're an alicorn I guess you can handle it." Midnight used magic to lift part of the cloak that was covering her cutie mark. She didn't want to remove the whole cloak and disturb Ebon of his sleeping. Twilight examined the black heart with shimmering mist surrounding its bottom half, but she didn't feel any instant bitterness towards Midnight.

Spike growled at Midnight.

She covered her cutie mark again. "See, Princess? Your dragon barely knows me and he already dislikes me."

"Can you excuse me for a moment?" Twilight said and took Spike to the back of the room where the two of them could talk in private. "Spike, a pony who never had any friends? It's unthinkable."

"I don't know, Twilight. If she's not supposed to leave Canterlot castle then Celestia must have a good reason. Maybe she's dangerous like how Sunset Shimmer was."

"Just because she's related to Sunset Shimmer doesn't mean she's a bad pony. Although, her story is an interesting one, and her cutie mark does seem to emit some sort of dark energy."

"That's because she's a villain! That's why she's not aloud outside."

"Well, she's out now and that can't be helped. I'm more interested as to why she can't have friends. All this doesn't make sense to me."

"We should report her to Princess Celestia, let her know we have a villain on our hooves." Spike looked down at his claws. "And claws."

"No, Spike, if she's not allowed outside then…wait a minute." She broke her conversation with Spike and went back to Midnight. "The guard said you had a message from Princess Luna. I assume you were only allowed outside to deliver this message?"

Midnight almost forgot. "Oh, right, the message." She cleared her throat. "I have gained permission to leave the castle because Princess Luna has told me that I have advanced in my studies and should finally learn about the Elements of Harmony from you."

"That doesn't sound like something Princess Luna would say."

"It doesn't. She told me that Celestia told her that I should learn about the elements. My guess is that Celestia didn't want to tell me directly because she gave Luna authority to be my teacher. And she didn't send you a letter ahead of time because she doesn't want any of this documented. I was also advised to wear the cloak so that ponies don't have to look at my cursed cutie mark." She bowed again at Twilight. "I am currently at your service."

"Really? Me getting my own student? Already?" Twilight's thoughts drifted off. "I can teach you so many things that other ponies wouldn't understand, but then I'm only supposed to teach you about the Elements of Harmony, will I mess up if I teach you other stuff? Is this what Princesses do? I just became a princess. All this is happening too fast."

One of the guards rushed in the room. "Excuse me for the interruption, Princess Twilight, but the tourists are getting restless."

Spike jumped on a desk and looked out the window to see ponies complaining. Twilight followed him. "It doesn't look good, Twilight."

"Oh." She placed one of her hooves on the side of her head as the guard left. "I promised to see my friends today, but with all the ponies lined up out there, and Midnight being here…" she groaned. "Spike, what am I going to do? Being a princess is a lot of work."

"Maybe I can be of assistance?"

Twilight turned and saw that Midnight was less than five feet away. "I told you that I can make illusions. Perhaps I can manifest an illusion of you, one that can sign autographs, take pictures, and smile like the real Princess Twilight. That way, you can go off and visit your friends while pleasing the tourist at the same time."

Twilight thought for a moment. "I don't know."

"What's taking so long?" Somepony in line yelled at one of the guards. "My family's next!"

"Come on, Twilight," Midnight coaxed. "You're a Princess, not a theme park attraction."

"Twilight, the ponies!" said Spike.

Twilight looked from Spike to Midnight. She didn't know what to do. She never had to please this many ponies at once under extreme circumstances. Sweat rolled down her face and she looked around the room. She took a few paces then ran around the room in a frantic before stopping to take a breath. "I'll go tell the guards that I need a little more extra time." She walked out the door and closed it shut.

Spike and Midnight looked at each other for a while. The pony smiled, but the little dragon didn't smile back. "I'm on to you, whoever you are," he said.

"Look, dragon…"

"The name's Spike!"

"…anyway, I already told you that my name is Midnight Shimmer. I am Princess Luna's student and Sunset Shimmer is my cousin, and that is all true. But I've also been studying about the Elements of Harmony for quite some time. What I'm really here for is to take all of the elements for myself and use the combined powers to show everypony who the real student is! Equestria will know the name of Midnight Shimmer instead."

Spike gasped. He ran to one side of the room and threw his claws over a glass box. "I knew you were up to no good! Well, you're not getting these elements!"

"Oh, I didn't know they were there. Thank you for leading me to them."

"I'm going to tell Twilight."

As Spike ran for the door, Midnight's horn glowed navy blue. A small veil of shimmering mist surrounded Spike's snout. The mist went up his nose and his sneeze made him stop in his tracks. He turned to the periwinkle colored pony. "What did you do to me?"

"I made it as if you can't tell anypony what I just told you. Only I can undo the spell." As she walked to the glass box, Twilight walked back into the room. Midnight had to back away and take a mental note that she would have to return later.

"Sorry it took longer than expected. Some fillies wanted me to sign their cutie marks."

"Twilight, what do we do?" said Spike. He really wanted to tell her what Midnight has done and what she plans to do, but none of it came out right. He couldn't even point to where the elements were being held.

"That's it! I got it!" Twilight cried, startling Midnight. "Spike, my friends are technically considered citizens of Equestria, right?"

"Yeah?"

"And as princess it's my duty to fulfill the wishes of all the citizens of Equestria," she said while pacing the room. "So, making a duplicate of me just to get things done shouldn't be a problem." She turned to Midnight. "Midnight Shimmer, cast the spell and follow me. I'll give you a tour of Ponyville."

"If that is what you wish, Princess," she said while her horn glowed again. She thought about just making an illusion strong enough to trick Twilight so she could take the elements now, but with all the ponies and guards outside, now wasn't a good time. She wanted to take things slow and make sure no one else was around. There was a blast of light in the middle of the room and an exact replica of Twilight stood in its midst. When the light disappeared, the copy Twilight smiled. "The spell will only last until tonight. I'll let you know when the spell starts to fade."

Twilight approached her replica and smiled back. "Wow, this is impressive. Can you show me how to do this?"

"Perhaps later, if you want to have enough time to see all your friends then you'd better start now." She wanted to get this over with and come back.

"Right," she said as she motioned for Spike to get on her back. "Get close to me, Midnight. I'll teleport us to our first place."

"Where is that?" she said as she saw Twilight's horn glow purple.

"You need to study about the Elements of Harmony, right? Besides myself, I know five other ponies who can wield those elements. First, we're headed to the Carousel Boutique."

"Oh-no," said Spike, but the other two ponies didn't hear him. "I must protect Rarity."


End file.
